XML 24 R14.htm IDEA: XBRL DOCUMENT
v3.24.1.u1

Stock-Based Compensation | 3 Months Ended
--- | ---
Mar. 31, 2024
Share-Based Payment Arrangement [Abstract] |
Stock-Based Compensation | Stock-Based Compensation Under the Company's 2022 Long-Term Incentive Plan, the Company has the ability to grant stock options, stock appreciation rights (SARs), restricted stock, restricted stock units, other stock-based awards and cash incentive awards, which was approved by the Company's shareholders at a Special Meeting of Shareholders on August 29, 2022 (as amended, the 2022 Plan). Awards under the 2022 Plan have a maximum term of ten years from the date of grant. The compensation committee may provide that the vesting or payment of any award will be subject to the attainment of specified performance measures in addition to the satisfaction of any continued service requirements and the compensation committee will determine whether such measures have been achieved. The per-share exercise price of stock options and SARs granted under the 2022 Plan generally may not be less than the fair market value of a share of our common stock on the date of the grant. The Company also has outstanding awards under the 2012 Long-Term Incentive Plan, as amended (the 2012 Plan), although the plan expired in February 2022 and no additional awards have since been or will be made under the 2012 Plan. The 2012 Plan provided the Company the ability to to grant stock options, SARs, restricted stock, restricted stock units, other stock-based awards and cash incentive awards. Awards under the 2012 Plan that subsequently expired, were forfeited or cancelled or settled in cash after August 29, 2022 became available for awards under the 2022 Plan. Employee Stock Purchase Plan The Company’s 2012 Employee Stock Purchase Plan (ESPP) allows eligible employees to purchase a variable number of shares of the Company’s common stock each offering period at a discount through payroll deductions of up to 15 percent of their eligible compensation, subject to plan limitations. The ESPP provides for six-month offering periods with a single purchase period ending May 15 and November 15, respectively. At the end of each offering period, employees are able to purchase shares at 85 percent of the lower of the fair market value of the Company’s common stock on the first trading day of the offering period or on the last trading day of the offering period. Stock-Based Compensation Expense Stock-based compensation expense was $4.3 million and $3.7 million for the three months ended March 31, 2024 and 2023, respectively. Stock Options The following table summarizes stock option activity during the three months ended March 31, 2024:
| Stock Options |  | Weighted- Average Exercise Price
Options outstanding at December 31, 2023 | 371,313 |  | $ | 59.92 |
Granted | 95,470 |  | 33.52 |
Exercised | - |  | -
Forfeited | (12,912) |  | 73.73 |
Expired | (1,632) |  | 78.59 |
Options outstanding at March 31, 2024 | 452,239 |  | $ | 53.89 |
Exercisable at March 31, 2024 | 183,461 |  | $ | 73.15 |
The outstanding options generally have a term of ten years. For employees, options granted become exercisable ratably over the vesting period, which is generally a period of four years, beginning on the first anniversary of the grant date, subject to the employee’s continuing service to the Company. The weighted-average grant date fair value of options that were granted during the three months ended March 31, 2024 was $18.20. The following table provides the assumptions used in the Black-Scholes pricing model valuation of options during the three months ended March 31, 2024 and 2023:
| Three Months Ended March 31,
| 2024 |  | 2023
Risk-free interest rate | 4.28% |  | 3.90% - 4.55%
Expected life (years) | 6.25 |  | 2.00 - 6.25
Expected volatility | 50.62% |  | 49.23% - 55.92%
Expected dividend yield | 0% |  | 0%
As of March 31, 2024, there was $4.8 million of unrecognized compensation expense related to unvested stock options, which is expected to be recognized over a weighted-average period of 2.9 years. Restricted Stock Restricted stock awards are share-settled awards and restrictions lapse ratably over the vesting period, which is generally a period from three to four years, beginning on the first anniversary of the grant date, subject to the employee's continuing service to the Company. For the board of directors, restrictions generally lapse in full on the first anniversary of the grant date. The following table summarizes restricted stock activity during the three months ended March 31, 2024:
| Restricted Stock |  | Weighted- Average Grant Date Fair Value Per Share
Restricted stock at December 31, 2023 | 653,465 |  | $ | 45.89 |
Granted | 76,078 |  | 33.52 |
Restrictions lapsed | (45,886) |  | 76.14 |
Forfeited | (13,390) |  | 47.78 |
Restricted stock at March 31, 2024 | 670,267 |  | $ | 42.37 |
As of March 31, 2024, there was $17.8 million of unrecognized compensation expense related to non-vested restricted stock, which is expected to be recognized over a weighted-average period of 2.6 years. Performance Stock Performance stock units (PSUs) are expressed in terms of a target number of PSUs, with anywhere between 0 percent and 200 percent of that target number capable of being earned and vesting at the end of a three-year performance period depending on the Company’s performance in the final year of the performance period and the award recipient’s continued employment. Certain PSUs granted by the Company in 2021 are based on performance conditions and the related compensation cost is based on the probability that the performance conditions will be achieved. The Company’s PSUs granted in 2022, 2023, 2024 and certain PSUs granted in 2021 are based on market conditions and the related compensation cost is based on the fair value at grant date calculated using a Monte Carlo pricing model. The following table summarizes performance stock activity during the three months ended March 31, 2024:
| Performance Stock |  | Weighted- Average Grant Date Fair Value Per Share
Performance stock at December 31, 2023 | 107,097 |  | $ | 74.08 |
Granted | 79,436 |  | 48.20 |
Restrictions lapsed | - |  | - |
Performance change | (2,772) |  | 227.14 |
Forfeited | - |  |
Performance stock at March 31, 2024 | 183,761 |  | $ | 60.58 |
The following table provides the assumptions used in the Monte Carlo pricing model valuation of PSUs during the three months ended March 31, 2024 and 2023:
| Three Months Ended March 31,
| 2024 |  | 2023
Risk-free interest rate | 4.37% |  | 4.35%
Expected life (years) | 2.88 |  | 2.88
Expected volatility | 51.40% |  | 58.00%
Expected dividend yield | 0% |  | 0%
As of March 31, 2024, there was $7.2 million of unrecognized compensation expense related to non-vested performance stock, which is expected to be recognized over a weighted-average period of 2.3 years. Employee Stock Purchase Plan The following table presents the assumptions used to estimate the fair value of the ESPP during the three months ended March 31, 2024 and 2023:
| Three Months Ended March 31,
| 2024 |  | 2023
Risk-free interest rate | 5.16% |  | 4.60%
Expected life (months) | 6.00 |  | 6.00
Expected volatility | 47.92% |  | 67.84%
Expected dividend yield | 0% |  | 0%

X
- Definition The entire disclosure for share-based payment arrangement. + References Reference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//718/tableOfContent Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2 Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (h)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2 Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (h)(2)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2 Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (l) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2 + Details
Name: | us-gaap_DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- References No definition available. + Details
Name: | us-gaap_DisclosureOfCompensationRelatedCostsSharebasedPaymentsAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration